0001125282-06-006671 Sample Contracts

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 31st, 2006 • MEDecision, Inc. • Services-computer programming services • California

THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and MEDECISION, INC., a Pennsylvania corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank.

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PLEDGE AGREEMENT
Pledge Agreement • October 31st, 2006 • MEDecision, Inc. • Services-computer programming services • Pennsylvania

PLEDGE AGREEMENT, dated as of June 30, 1998, by ZACHARIAH W. SERBER, with a mailing address at 1309 17th Avenue, San Francisco, California 94122 (“Pledgor”), in favor of DAVID ST. CLAIR, having an address at c/o MEDecision, Inc., 724 W. Lancaster Avenue, Suite 200, Wayne, Pennsylvania 19087 (“Pledgee”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 31st, 2006 • MEDecision, Inc. • Services-computer programming services • New York

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made as of the 23 day of October, 2006 by and between MEDecision, Inc., (“Company”) and Gartner, Inc. (“Gartner”).

SHAREHOLDERS’ AGREEMENT
Shareholder Agreement • October 31st, 2006 • MEDecision, Inc. • Services-computer programming services • Pennsylvania

THIS AGREEMENT is made this ____ day of ______________, 20__, by and among MEDecision, Inc., a Pennsylvania corporation (the “Company”), and the shareholders of the Company who have executed the signature pages attached hereto (each, a “Shareholder” and collectively, the “Shareholders”).

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